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Item 1. Financial Statements (Unaudited)

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Item 1. Financial Statements (Unaudited)

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

March 31, 2025December 31, 2024
(In millions, except per share data)
Assets
Cash and due from banks$3,287$2,893
Interest-bearing deposits in other banks11,0297,819
Debt securities held to maturity (estimated fair value of $5,063 and $4,226, respectively)5,1954,427
Debt securities available for sale (amortized cost of $27,265 and $28,183, respectively)25,94226,224
Loans held for sale (includes $227 and $234 measured at fair value, respectively)345594
Loans, net of unearned income95,73396,727
Allowance for loan losses(1,613)(1,613)
Net loans94,12095,114
Other earning assets1,4121,616
Premises, equipment and software, net1,7261,673
Interest receivable583572
Goodwill5,7335,733
Residential mortgage servicing rights at fair value9791,007
Other identifiable intangible assets, net161169
Other assets9,3349,461
Total assets$159,846$157,302
Liabilities and Equity
Deposits:
Non-interest-bearing$40,443$39,138
Interest-bearing90,52888,465
Total deposits130,971127,603
Borrowed funds:
Short-term borrowings—500
Long-term borrowings6,0195,993
Total borrowed funds6,0196,493
Other liabilities4,2895,296
Total liabilities141,279139,392
Equity:
Preferred stock, authorized 10 million shares, par value $1.00 per share:
Non-cumulative perpetual, including related surplus, net of issuance costs; issued—1,403,500 shares1,7151,715
Common stock, authorized 3 billion shares, par value $0.01 per share:
Issued including treasury stock—939,311,206 and 949,510,334 shares, respectively99
Additional paid-in capital11,16111,394
Retained earnings9,2999,060
Treasury stock, at cost— 41,032,676 shares(1,371)(1,371)
Accumulated other comprehensive income (loss), net(2,283)(2,928)
Total shareholders’ equity18,53017,879
Noncontrolling interest3731
Total equity18,56717,910
Total liabilities and equity$159,846$157,302

See notes to consolidated financial statements.

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended March 31
20252024
(In millions, except per share data)
Interest income on:
Loans, including fees$1,342$1,421
Debt securities266209
Loans held for sale88
Other earning assets10986
Total interest income1,7251,724
Interest expense on:
Deposits442495
Short-term borrowings41
Long-term borrowings8544
Total interest expense531540
Net interest income1,1941,184
Provision for credit losses124152
Net interest income after provision for credit losses1,0701,032
Non-interest income:
Service charges on deposit accounts161148
Card and ATM fees117116
Investment management and trust fee income8681
Capital markets income8091
Mortgage income4041
Securities gains (losses), net(25)(50)
Other131136
Total non-interest income590563
Non-interest expense:
Salaries and employee benefits625658
Equipment and software expense99101
Net occupancy expense7074
Other245298
Total non-interest expense1,0391,131
Income before income taxes621464
Income tax expense13196
Net income$490$368
Net income available to common shareholders$465$343
Weighted-average number of shares outstanding:
Basic906921
Diluted910923
Earnings per common share:
Basic$0.51$0.37
Diluted0.510.37

See notes to consolidated financial statements.

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three Months Ended March 31
20252024
(In millions)
Net income$490$368
Other comprehensive income (loss), net of tax:
Unrealized losses on securities transferred to held to maturity:
Unrealized losses on securities transferred from available for sale during the period (net of ($38) and zero tax effect, respectively)(115)—
Less: reclassification adjustments for amortization of unrealized losses on securities transferred to held to maturity (net of ($7) and zero tax effect, respectively)(15)—
Net change in unrealized losses on securities transferred to held to maturity, net of tax(100)—
Unrealized gains (losses) on securities available for sale:
Unrealized losses on securities transferred to held to maturity during the period (net of $38 and zero tax effect, respectively115—
Unrealized holding gains (losses) arising during the period (net of $113 and ($81) tax effect, respectively)345(237)
Less: reclassification adjustments for securities gains (losses) realized in net income (net of ($6) and ($13) tax effect, respectively)(19)(37)
Net change in unrealized gains (losses) on securities available for sale, net of tax479(200)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Unrealized holding gains (losses) on derivatives arising during the period (net of $69 and ($104) tax effect, respectively)203(303)
Less: reclassification adjustments for gains (losses) on derivative instruments realized in net income (net of ($17) and ($30) tax effect, respectively)(50)(87)
Net change in unrealized gains (losses) on derivative instruments, net of tax253(216)
Defined benefit pension plans and other post employment benefits:
Net actuarial gains (losses) arising during the period (net of zero and zero tax effect, respectively)——
Less: reclassification adjustments for amortization of actuarial loss and settlements realized in net income (net of ($2) and ($2) tax effect, respectively)(4)(4)
Net change from defined benefit pension plans and other post employment benefits, net of tax44
Other comprehensive income (loss), net of tax636(412)
Comprehensive income (loss)$1,126$(44)

See notes to consolidated financial statements.

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

Shareholders' Equity
Preferred StockCommon StockAdditional Paid-In CapitalRetained EarningsTreasury Stock, At CostAccumulated Other Comprehensive Income (Loss), NetTotalNon- controlling Interest
SharesAmountSharesAmount
(In millions, except per share data)
BALANCE AT JANUARY 1, 20242$1,659924$10$11,757$8,186$(1,371)$(2,812)$17,429$64
Cumulative effect from change in accounting guidance—————(5)——(5)—
Net income—————368——368—
Other comprehensive income (loss), net of tax———————(412)(412)—
Cash dividends declared—————(220)——(220)—
Preferred stock dividends—————(25)——(25)—
Impact of common stock share repurchases——(6)—(102)———(102)—
Impact of common stock transactions under compensation plans, net————11———11—
Other—————————(30)
BALANCE AT MARCH 31, 20242$1,659918$10$11,666$8,304$(1,371)$(3,224)$17,044$34
BALANCE AT JANUARY 1, 20252$1,715909$9$11,394$9,060$(1,371)$(2,928)$17,879$31
Net income—————490——490—
Other comprehensive income, net of tax———————636636—
Cash dividends declared—————(226)——(226)—
Preferred stock dividends—————(25)——(25)—
Impact of common stock share repurchases——(10)—(242)———(242)—
Impact of common stock transactions under compensation plans, net————9———9—
Other———————996
BALANCE AT MARCH 31, 20252$1,715899$9$11,161$9,299$(1,371)$(2,283)$18,530$37

See notes to consolidated financial statements.

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31
20252024
(In millions)
Operating activities:
Net income$490$368
Adjustments to reconcile net income to net cash from operating activities:
Provision for credit losses124152
Depreciation, amortization and accretion, net2248
Securities (gains) losses, net2550
Deferred income tax expense (benefit)(3)35
Originations and purchases of loans held for sale(1,189)(1,280)
Proceeds from sales of loans held for sale1,4701,265
(Gain) loss on sale of loans, net(9)(13)
Net change in operating assets and liabilities:
Other earning assets204(61)
Interest receivable and other assets300(130)
Other liabilities(356)(59)
Other(12)21
Net cash from operating activities1,066396
Investing activities:
Proceeds from maturities of debt securities held to maturity9811
Proceeds from sales of debt securities available for sale5991,260
Proceeds from maturities of debt securities available for sale774702
Purchases of debt securities available for sale(2,075)(2,077)
Net (payments for) proceeds from bank-owned life insurance—1
Proceeds from sales of loans204
Purchases of loans(61)(180)
Net change in loans9131,611
Purchases of mortgage servicing rights(5)(119)
Net purchases of other assets(97)(4)
Net cash from investing activities1661,209
Financing activities:
Net change in deposits3,3681,194
Net change in short-term borrowings(500)1,000
Proceeds from long-term borrowings—1,000
Cash dividends on common stock(227)(222)
Cash dividends on preferred stock(25)(25)
Repurchases of common stock(242)(102)
Taxes paid related to net share settlement of equity awards(2)(1)
Net cash from financing activities2,3722,844
Net change in cash and cash equivalents3,6044,449
Cash and cash equivalents at beginning of year10,7126,801
Cash and cash equivalents at end of period$14,316$11,250

See notes to consolidated financial statements.

REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. BASIS OF PRESENTATION

Regions Financial Corporation (“Regions” or the "Company”) provides a full range of banking and bank-related services to individual and corporate customers through its subsidiaries and branch offices located across the South, Midwest and Texas as well as delivering specialty capabilities nationwide. Regions is subject to the regulations of certain government agencies and undergoes periodic examinations by certain regulatory authorities.

The accounting and reporting policies of Regions and the methods of applying those policies that materially affect the consolidated financial statements conform with GAAP and with general financial services industry practices. The accompanying interim financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not include all information and notes to the consolidated financial statements necessary for a complete presentation of financial position, results of operations, comprehensive income (loss) and cash flows in conformity with GAAP. In the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair presentation of the consolidated financial statements have been included. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto in Regions’ Annual Report on Form 10-K for the year ended December 31, 2024. Regions has evaluated all subsequent events for potential recognition and disclosure through the filing date of this Form 10-Q.

During 2025, the Company adopted new accounting guidance. See Note 13 for related disclosures.

NOTE 2. VARIABLE INTEREST ENTITIES

Regions is involved in various entities that are considered to be VIEs, as defined by authoritative accounting literature. Generally, a VIE is a corporation, partnership, trust or other legal structure that either does not have equity investors with substantive voting rights or has equity investors that do not provide sufficient financial resources for the entity to support its activities. The following discusses the VIEs in which Regions has a significant interest.

Regions periodically invests in various limited partnerships that sponsor affordable housing projects and economic development projects, which then provide tax credits to Regions. These investments are funded through a combination of debt and equity. These partnerships meet the definition of a VIE and are collectively referred to as tax credit investments in the table below. Due to the nature of the management activities of the general partner, Regions is not the primary beneficiary of these partnerships. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional details. Additionally, Regions has loans or letters of credit commitments with certain limited partnerships. The funded portion of the loans and letters of credit are classified as commercial and industrial loans or investor real estate loans as applicable in Note 4 .

A summary of Regions’ tax credit investments and related loans and letters of credit, representing Regions’ maximum exposure to loss, is as follows:

March 31, 2025December 31, 2024
(In millions)
Tax credit investments included in other assets$1,559$1,471
Unfunded tax credit commitments included in other liabilities546590
Loans and letters of credit commitments628663
Funded portion of loans and letters of credit commitments288336
Three Months Ended March 31
20252024
(In millions)
Tax credits and other tax benefits recognized$54$55
Tax credit amortization expense included in income tax expense4746

In addition to the investments discussed above, Regions also syndicates affordable housing investments. In these syndication transactions, Regions creates affordable housing funds in which a subsidiary is the general partner or managing member and sells limited partnership interests to third parties. Regions' general partner or managing member interest represents an insignificant interest in the affordable housing fund. The affordable housing funds meet the definition of a VIE. As Regions is not the primary beneficiary and does not have a significant interest, these investments are not consolidated. At March 31, 2025 and December 31, 2024, the value of Regions’ general partnership interest in affordable housing investments was immaterial.

NOTE 3. DEBT SECURITIES

The amortized cost, gross unrealized gains and losses, and estimated fair value of debt securities held to maturity and debt securities available for sale are as follows:

March 31, 2025
Recognized in OCI (1)Not recognized in OCI
Amortized CostGross Unrealized GainsGross Unrealized LossesCarrying ValueGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
(In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$5,565$—$(875)$4,690$—$(119)$4,571
Commercial agency505——505—(13)492
$6,070$—$(875)$5,195$—$(132)$5,063
Debt securities available for sale:
U.S. Treasury securities$2,129$6$(74)$2,061$2,061
Federal agency securities4934(12)485485
Obligations of states and political subdivisions2——22
Mortgage-backed securities:
Residential agency19,60059(1,076)18,58318,583
Commercial agency4,3097(221)4,0954,095
Commercial non-agency92—(9)8383
Corporate and other debt securities6403(10)633633
$27,265$79$(1,402)$25,942$25,942
December 31, 2024
Recognized in OCI (1)Not recognized in OCI
Amortized CostGross Unrealized GainsGross Unrealized LossesCarrying ValueGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
(In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$4,663$—$(743)$3,920$—$(186)$3,734
Commercial agency507——507—(15)492
$5,170$—$(743)$4,427$—$(201)$4,226
Debt securities available for sale:
U.S. Treasury securities$2,088$2$(87)$2,003$2,003
Federal agency securities4601(17)444444
Obligations of states and political subdivisions2——22
Mortgage-backed securities:
Residential agency20,48220(1,557)18,94518,945
Commercial agency4,3891(300)4,0904,090
Commercial non-agency92—(10)8282
Corporate and other debt securities6702(14)658658
$28,183$26$(1,985)$26,224$26,224

(1)Debt securities held to maturity gross unrealized losses recognized in OCI resulted from transfers of securities available for sale.

In the first quarter of 2025, the Company reclassified debt securities with an amortized cost, excluding items recognized in OCI, of $1.0 billion from available for sale to held to maturity. The Company determined it has both the positive intent and ability to hold these debt securities to maturity. The debt securities were transferred at amortized cost, in addition to the amount of any remaining unrealized holding gain or loss reported in AOCI, and represented a non-cash transaction. OCI included net pre-tax unrealized losses of $153 million at the date of transfer and the offsetting OCI components are being amortized into net interest income over the remaining life of the related debt securities as a yield adjustment, resulting in no impact on future net income.

Debt securities with carrying values of $21.0 billion and $20.9 billion at March 31, 2025 and December 31, 2024, respectively, were pledged to secure public funds, trust deposits and other borrowing arrangements.

The amortized cost and estimated fair value of debt securities held to maturity and debt securities available for sale at March 31, 2025, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Amortized CostEstimated Fair Value
(In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$5,565$4,571
Commercial agency505492
$6,070$5,063
Debt securities available for sale:
Due in one year or less$374$369
Due after one year through five years1,9791,922
Due after five years through ten years835817
Due after ten years7673
Mortgage-backed securities:
Residential agency19,60018,583
Commercial agency4,3094,095
Commercial non-agency9283
$27,265$25,942

The following tables present gross unrealized losses and the related estimated fair value of debt securities held to maturity and debt securities available for sale at March 31, 2025 and December 31, 2024. For debt securities transferred to held to maturity from available for sale, the analysis in the tables below compares the debt securities' original amortized cost to its current estimated fair value. All debt securities in an unrealized position are segregated between investments that have been in a continuous unrealized loss position for less than twelve months and for twelve months or more.

March 31, 2025
Less Than Twelve MonthsTwelve Months or MoreTotal
Estimated Fair ValueGross Unrealized LossesEstimated Fair ValueGross Unrealized LossesEstimated Fair ValueGross Unrealized Losses
(In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$—$—$4,571$(994)$4,571$(994)
Commercial agency——492(13)492(13)
$—$—$5,063$(1,007)$5,063$(1,007)
Debt securities available for sale:
U.S Treasury securities$539$(12)$1,020$(62)$1,559$(74)
Federal agency securities76(1)183(11)259(12)
Mortgage-backed securities:
Residential agency5,798(102)8,421(974)14,219(1,076)
Commercial agency902(21)2,718(200)3,620(221)
Commercial non-agency——83(9)83(9)
Corporate and other debt securities——305(10)305(10)
$7,315$(136)$12,730$(1,266)$20,045$(1,402)
December 31, 2024
Less Than Twelve MonthsTwelve Months or MoreTotal
Estimated Fair ValueGross Unrealized LossesEstimated Fair ValueGross Unrealized LossesEstimated Fair ValueGross Unrealized Losses
(In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$—$—$3,734$(929)$3,734$(929)
Commercial agency——492(15)492(15)
$—$—$4,226$(944)$4,226$(944)
Debt securities available for sale:
U.S. Treasury securities$612$(14)$1,033$(73)$1,645$(87)
Federal agency securities155(3)195(14)350(17)
Mortgage-backed securities:
Residential agency8,012(203)9,605(1,354)17,617(1,557)
Commercial agency1,043(35)2,991(265)4,034(300)
Commercial non-agency——82(10)82(10)
Corporate and other debt securities59(1)397(13)456(14)
$9,881$(256)$14,303$(1,729)$24,184$(1,985)

The number of individual debt security positions in an unrealized loss position in the tables above decreased to 1,570 at March 31, 2025 from 1,722 at December 31, 2024. The decrease in the total amount of unrealized losses was impacted by changes in market interest rates. In instances where an unrealized loss existed, there was no indication of an adverse change in credit on the underlying positions in the tables above. As it relates to these positions, management believes no individual unrealized loss represented credit impairment as of those dates. At March 31, 2025, the Company does not intend to sell, and it is not more likely than not that the Company will be required to sell, the positions before the recovery of their amortized cost bases, which may be at maturity.

Gross realized losses on sales of debt securities available for sale totaled $26 million and gross realized gains totaled $1 million for three months ended March 31, 2025. Therefore, the Company recognized net realized losses of $25 million for three months ended March 31, 2025. Gross realized losses on sales of debt securities available for sale for three months ended March 31, 2024 totaled $50 million while gross realized gains were zero. The cost of debt securities sold is based on the specific identification method. As part of the Company's normal process for evaluating impairment, including credit-related impairment, impairment identified by management was immaterial for both three months ended March 31, 2025 and 2024.

NOTE 4. LOANS AND THE ALLOWANCE FOR CREDIT LOSSES

LOANS

The following table presents the distribution of Regions' loan portfolio by segment and class, net of unearned income:

March 31, 2025December 31, 2024
(In millions)
Commercial and industrial$48,879$49,671
Commercial real estate mortgage—owner-occupied4,8494,841
Commercial real estate construction—owner-occupied316333
Total commercial54,04454,845
Commercial investor real estate mortgage6,3766,567
Commercial investor real estate construction2,4572,143
Total investor real estate8,8338,710
Residential first mortgage20,00020,094
Home equity lines3,1303,150
Home equity loans2,3712,390
Consumer credit card1,3841,445
Other consumer (1)5,9716,093
Total consumer32,85633,172
Total loans, net of unearned income$95,733$96,727

(1) Starting in 2025, other consumer loans include exit portfolios, which consists primarily of indirect auto loans, and presentation of prior periods has been conformed accordingly.

ALLOWANCE FOR CREDIT LOSSES

Regions determines the appropriate level of the allowance on a quarterly basis. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024, for a description of the methodology.

ROLLFORWARD OF ALLOWANCE FOR CREDIT LOSSES

The following tables present analyses of the allowance for credit losses by portfolio segment for three months ended March 31, 2025, and 2024.

Three Months Ended March 31, 2025
CommercialInvestor Real EstateConsumerTotal
(In millions)
Allowance for loan losses, January 1, 2025$743$240$630$1,613
Provision for loan losses491856123
Loan losses:
Charge-offs(59)(22)(64)(145)
Recoveries12—1022
Net loan losses(47)(22)(54)(123)
Allowance for loan losses, March 31, 20257452366321,613
Reserve for unfunded credit commitments, January 1, 202591718116
Provision for unfunded credit commitments—1—1
Reserve for unfunded credit commitments, March 31, 202591818117
Allowance for credit losses, March 31, 2025$836$244$650$1,730
Three Months Ended March 31, 2024
CommercialInvestor Real EstateConsumerTotal
(In millions)
Allowance for loan losses, January 1, 2024$722$192$662$1,576
Provision for loan losses882351162
Loan losses:
Charge-offs(62)(5)(74)(141)
Recoveries811120
Net loan losses(54)(4)(63)(121)
Allowance for loan losses, March 31, 20247562116501,617
Reserve for unfunded credit commitments, January 1, 2024921319124
Provision for (benefit from) unfunded credit commitments(5)(3)(2)(10)
Reserve for unfunded credit commitments, March 31, 2024871017114
Allowance for credit losses, March 31, 2024$843$221$667$1,731

PORTFOLIO SEGMENT RISK FACTORS

Regions' portfolio segments are commercial, investor real estate, and consumer. Classes within each segment present unique credit risks. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2024 for information regarding Regions' portfolio segments and related classes, as well as the risks specific to each.

CREDIT QUALITY INDICATORS

The commercial and investor real estate portfolio segments' primary credit quality indicator is internal risk ratings which are detailed by categories related to underlying credit quality and probability of default. Regions assigns these risk ratings at loan origination and reviews the relationship utilizing a risk-based approach on, at minimum, an annual basis or at any time management becomes aware of information affecting the borrowers' ability to fulfill their obligations. Both quantitative and qualitative factors are considered in this review process. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2024 for information regarding commercial risk ratings.

Regions' consumer portfolio segment has various classes that present unique credit risks. Regions considers factors such as periodic updates of FICO scores, accrual status, days past due status, unemployment rates, home prices, and geography as

credit quality indicators for the consumer loan portfolio. FICO scores are obtained at origination as part of Regions' formal underwriting process. Refreshed FICO scores are obtained by the Company quarterly for most consumer loans, including residential first mortgage loans. Current FICO data is not available for certain loans in the portfolio for various reasons; for example, if customers do not use sufficient credit, an updated score may not be available. These categories are utilized to develop the associated allowance for credit losses. The higher the FICO score the less probability of default and vice versa.

The following tables present applicable credit quality indicators for the loan portfolio segments and classes, excluding loans held for sale and gross charge-offs, by vintage year as of March 31, 2025 and December 31, 2024. Regions defines the vintage date for the purposes of disclosure as the date of the most recent credit decision. In general, renewals that are categorized as new credit decisions reflect the renewal date as the vintage date. Classes in the commercial and investor real estate portfolio segments are disclosed by risk rating. Classes in the consumer portfolio segment are disclosed by current FICO scores. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2024 for more information regarding Regions' credit quality indicators.

March 31, 2025
Term LoansRevolving LoansRevolving Loans Converted to AmortizingOther (1)Total
20252024202320222021Prior
(In millions)
Commercial and industrial:
Risk rating:
Pass$1,871$7,721$4,135$5,742$2,967$4,698$19,267$—$(359)$46,042
Special Mention3093274905815553——1,113
Substandard Accrual11002662644596534——1,306
Non-accrual35097943811125——418
Total commercial and industrial$1,905$7,964$4,772$6,190$3,108$4,820$20,479$—$(359)$48,879
Commercial real estate mortgage—owner-occupied:
Risk rating:
Pass$177$738$676$769$758$1,243$89$—$(5)$4,445
Special Mention—44266136748——249
Substandard Accrual11953520341——115
Non-accrual211415161——40
Total commercial real estate mortgage—owner-occupied:$180$802$708$869$829$1,367$99$—$(5)$4,849
Commercial real estate construction—owner-occupied:
Risk rating:
Pass$14$116$34$36$29$56$8$—$—$293
Special Mention—1062—————18
Substandard Accrual1——2—1———4
Non-accrual—————1———1
Total commercial real estate construction—owner-occupied:$15$126$40$40$29$58$8$—$—$316
Total commercial$2,100$8,892$5,520$7,099$3,966$6,245$20,586$—$(364)$54,044
Commercial investor real estate mortgage:
Risk rating:
Pass$515$1,346$464$1,488$641$373$289$—$(2)$5,114
Special Mention86124—2212348———502
Substandard Accrual47111—123392984——433
Non-accrual—1237977—48———327
Total commercial investor real estate mortgage$648$1,704$543$1,909$703$498$373$—$(2)$6,376
Commercial investor real estate construction:
Risk rating:
Pass$11$371$466$412$—$2$817$—$(14)$2,065
Special Mention9427—211——56——388
Substandard Accrual——————4——4
March 31, 2025
Term LoansRevolving LoansRevolving Loans Converted to AmortizingOther (1)Total
20252024202320222021Prior
(In millions)
Non-accrual——————————
Total commercial investor real estate construction$105$398$466$623$—$2$877$—$(14)$2,457
Total investor real estate$753$2,102$1,009$2,532$703$500$1,250$—$(16)$8,833
Residential first mortgage:
FICO scores:
Above 720$203$1,171$1,930$2,689$3,981$6,560$—$—$—$16,534
681-7202596171230274497———1,293
620-68085792134133385———809
Below 620—2682161165546———980
Data not available731261734982—169384
Total residential first mortgage$243$1,381$2,301$3,231$4,587$8,086$2$—$169$20,000
Home equity lines:
FICO scores:
Above 720$—$—$—$—$—$—$2,357$52$—$2,409
681-720——————34713—360
620-680——————19612—208
Below 620——————1138—121
Data not available————————3232
Total home equity lines$—$—$—$—$—$—$3,013$85$32$3,130
Home equity loans:
FICO scores:
Above 720$74$320$244$296$317$604$—$—$—$1,855
681-720174542454072———261
620-68052021242159———150
Below 620—49151447———89
Data not available————————1616
Total home equity loans$96$389$316$380$392$782$—$—$16$2,371
Consumer credit card:
FICO scores:
Above 720$—$—$—$—$—$—$806$—$—$806
681-720——————273——273
620-680——————227——227
Below 620——————111——111
Data not available——————5—(38)(33)
Total consumer credit card$—$—$—$—$—$—$1,422$—$(38)$1,384
Other consumer(2):
FICO scores:
Above 720$175$826$944$1,272$392$415$112$—$—$4,136
681-72021154181266908261——855
620-6801183103179615250——539
Below 62012147116403231——288
Data not available56214105154——(97)153
Total other consumer$264$1,105$1,279$1,843$588$735$254$—$(97)$5,971
Total consumer loans$603$2,875$3,896$5,454$5,567$9,603$4,691$85$82$32,856
Total Loans$3,456$13,869$10,425$15,085$10,236$16,348$26,527$85$(298)$95,733
December 31, 2024
Term LoansRevolving LoansRevolving Loans Converted to AmortizingOther (1)Total
20242023202220212020Prior
(In millions)
Commercial and industrial:
Risk rating:
Pass$8,285$4,798$6,295$3,284$1,526$3,446$19,165$—$114$46,913
Special Mention5930917361341460——1,106
Substandard Accrual81179255793284534——1,244
Non-accrual4890124375698——408
Total commercial and industrial$8,473$5,376$6,847$3,461$1,566$3,577$20,257$—$114$49,671
Commercial real estate mortgage—owner-occupied:
Risk rating:
Pass$794$695$796$785$522$808$87$—$(5)$4,482
Special Mention52157339572——184
Substandard Accrual46374015333——138
Non-accrual22514491——37
Total commercial real estate mortgage—owner-occupied:$805$724$895$872$550$907$93$—$(5)$4,841
Commercial real estate construction—owner-occupied:
Risk rating:
Pass$131$54$38$30$20$37$7$—$—$317
Special Mention—61——————7
Substandard Accrual——3—1————4
Non-accrual————14———5
Total commercial real estate construction—owner-occupied:$131$60$42$30$22$41$7$—$—$333
Total commercial$9,409$6,160$7,784$4,363$2,138$4,525$20,357$—$109$54,845
Commercial investor real estate mortgage:
Risk rating:
Pass$1,598$464$1,753$747$322$125$314$—$(2)$5,321
Special Mention17312209301114——440
Substandard Accrual76—13139282107——383
Non-accrual16793113——50———423
Total commercial investor real estate mortgage$2,014$569$2,206$816$361$178$425$—$(2)$6,567
Commercial investor real estate construction:
Risk rating:
Pass$300$380$443$—$—$2$694$—$(13)$1,806
Special Mention—32218———76——326
Substandard Accrual——————11——11
Non-accrual——————————
Total commercial investor real estate construction$300$412$661$—$—$2$781$—$(13)$2,143
Total investor real estate$2,314$981$2,867$816$361$180$1,206$—$(15)$8,710
Residential first mortgage:
FICO scores:
Above 720$1,111$1,967$2,742$4,055$4,004$2,730$—$—$—$16,609
681-720107185253289222305———1,361
620-680568714113699283———802
Below 6201573138150100419———895
Data not available2931164146902—172427
Total residential first mortgage$1,318$2,343$3,290$4,671$4,471$3,827$2$—$172$20,094
December 31, 2024
Term LoansRevolving LoansRevolving Loans Converted to AmortizingOther (1)Total
20242023202220212020Prior
(In millions)
Home equity lines:
FICO scores:
Above 720$—$—$—$—$—$—$2,341$48$—$2,389
681-720——————33912—351
620-680——————17611—187
Below 620——————967—103
Data not available——————81534120
Total home equity lines$—$—$—$—$—$—$3,033$83$34$3,150
Home equity loans:
FICO scores:
Above 720$328$263$308$329$163$472$—$—$—$1,863
681-720514049391656———251
620-68018192321948———138
Below 620371413537———79
Data not available1147426——1659
Total home equity loans$401$330$398$409$197$639$—$—$16$2,390
Consumer credit card:
FICO scores:
Above 720$—$—$—$—$—$—$847$—$—$847
681-720——————270—270
620-680——————224——224
Below 620——————108——108
Data not available——————18—(22)(4)
Total consumer credit card$—$—$—$—$—$—$1,467$—$(22)$1,445
Other consumer(2):
FICO scores:
Above 720$898$1,016$1,337$417$232$213$117$—$—$4,230
681-72016019127597494062——874
620-6808211119164312550——554
Below 620164711743191731——290
Data not available71410651552—(108)145
Total other consumer$1,227$1,369$1,930$627$336$450$262$—$(108)$6,093
Total consumer loans$2,946$4,042$5,618$5,707$5,004$4,916$4,764$83$92$33,172
Total Loans$14,669$11,183$16,269$10,886$7,503$9,621$26,327$83$186$96,727

(1)Other consists of amounts that are not accounted for at the loan level.

(2)Other consumer class includes overdrafts which are included in the current vintage year. Starting in 2025, other consumer loans include exit portfolios, which consists primarily of indirect auto loans, and presentation of prior periods has been conformed accordingly.

The following tables present gross charge-offs by vintage year for the three months ended March 31, 2025 and 2024.

March 31, 2025
Term LoansRevolving LoansTotal
20252024202320222021Prior
(In millions)
Commercial and industrial$—$3$7$13$3$1$30$57
Commercial real estate mortgage—owner-occupied————11—2
Total commercial—3713423059
Commercial investor real estate mortgage—812——2—22
Total investor real estate—812——2—22
Consumer credit card——————1717
Other consumer(1)31171355347
Total consumer311713552064
Total gross charge-offs$3$22$26$26$9$9$50$145
March 31, 2024
Term LoansRevolving LoansTotal
20242023202220212020Prior
(In millions)
Commercial and industrial$5$23$17$5$2$7$3$62
Total commercial52317527362
Commercial investor real estate mortgage———5———5
Total investor real estate———5———5
Residential first mortgage—————1—1
Home equity lines——————11
Consumer credit card——————1616
Other consumer(1)61620635—56
Total consumer616206361774
Total gross charge-offs$11$39$37$16$5$13$20$141

(1)Other consumer class includes overdraft gross charge-offs. The majority of overdraft gross charge-offs for the three months ended March 31, 2025 and 2024 are included in the current vintage year. Starting in 2025, other consumer loans include exit portfolios, which consists primarily of indirect auto loans, and presentation of prior periods has been conformed accordingly.

AGING AND NON-ACCRUAL ANALYSIS

The following tables include an aging analysis of DPD and loans on non-accrual status for each portfolio segment and class as of March 31, 2025 and December 31, 2024. Loans on non-accrual status with no related allowance totaled $150 million and $119 million and were comprised of commercial and investor real estate loans at March 31, 2025 and December 31, 2024, respectively. Non–accrual loans with no related allowance typically include loans where the underlying collateral is deemed sufficient to recover all remaining principal. Loans that have been fully charged-off do not appear in the tables below.

March 31, 2025
Accrual Loans
30-59 DPD60-89 DPD90+ DPDTotal 30+ DPDTotal AccrualNon-accrualTotal
(In millions)
Commercial and industrial$47$21$22$90$48,461$418$48,879
Commercial real estate mortgage—owner-occupied21144,809404,849
Commercial real estate construction—owner-occupied————3151316
Total commercial4922239453,58545954,044
Commercial investor real estate mortgage1010—206,0493276,376
Commercial investor real estate construction————2,457—2,457
Total investor real estate1010—208,5063278,833
Residential first mortgage1165514631719,9752520,000
Home equity lines15813363,104263,130
Home equity loans946192,36562,371
Consumer credit card11821401,384—1,384
Other consumer(1)462223915,971—5,971
Total consumer1979720950332,7995732,856
$256$129$232$617$94,890$843$95,733
December 31, 2024
Accrual Loans
30-59 DPD60-89 DPD90+ DPDTotal 30+ DPDTotal AccrualNon-accrualTotal
(In millions)
Commercial and industrial$51$18$7$76$49,263$408$49,671
Commercial real estate mortgage—owner-occupied41164,804374,841
Commercial real estate construction—owner-occupied————3285333
Total commercial551988254,39545054,845
Commercial investor real estate mortgage————6,1444236,567
Commercial investor real estate construction————2,143—2,143
Total investor real estate————8,2874238,710
Residential first mortgage1397814336020,0712320,094
Home equity lines15916403,124263,150
Home equity loans1167242,38462,390
Consumer credit card11920401,445—1,445
Other consumer(1)5126271046,093—6,093
Total consumer22712821356833,1175533,172
$282$147$221$650$95,799$928$96,727

(1) Starting in 2025, other consumer loans include exit portfolios, which consists primarily of indirect auto loans, and presentation of prior periods has been conformed accordingly.

At March 31, 2025 and December 31, 2024, the Company had collateral-dependent commercial loans of $291 million and $264 million, respectively. At March 31, 2025 and December 31, 2024, the Company had collateral-dependent investor real estate loans of $293 million and $323 million, respectively. The collateral for commercial and investor real estate loans generally consists of all business assets including real estate, receivables and equipment. At March 31, 2025 and December 31, 2024, the Company had collateral-dependent residential mortgage and home equity loans and lines totaling $119 million and $115 million, respectively. The collateral for these loans are secured by residential real estate. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional details for the criteria of collateral-dependent loans.

MODIFICATIONS TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY

The majority of Regions' commercial and investor real estate modifications to troubled borrowers are the result of renewals of classified loans wherein there has been an interest rate reduction and/or maturity extension (that is considered other than insignificant). Similarly, Regions works to meet the individual needs of troubled consumer borrowers through its CAP. Regions designed the program to allow for customer-tailored modifications with the goal of keeping customers in their homes and avoiding foreclosure where possible. Modifications may be offered to any borrower experiencing financial hardship regardless of the borrower's payment status. Consumer modifications to troubled borrowers primarily involve an interest rate reduction and/or a payment deferral or maturity extension that is considered other than insignificant. All CAP modifications that involve an interest rate reduction, principal forgiveness, other than insignificant payment deferral or term extension and/or a combination of these are disclosed as modifications to troubled borrowers because the customer documents a financial hardship in order to participate. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding the Company's modifications to troubled borrowers.

For each portfolio segment and class, the following tables present the end of period balances of new modifications to troubled borrowers and the related percentage of the loan portfolio period-end balance by the type of modification in the three months ended March 31, 2025 and 2024.

Three Months Ended March 31, 2025
Term ExtensionInterest Rate ReductionPayment DeferralTerm Extension and Interest Rate ModificationTotal
$%****(1)$%****(1)$%****(1)$%****(1)$%****(1)
(Dollars in millions)
Commercial and industrial$570.12%$30.01%$——%$——%$600.12%
Commercial real estate mortgage—owner-occupied20.03%——%——%——%20.03%
Total commercial590.11%30.01%——%——%620.12%
Commercial investor real estate mortgage240.37%——%——%——%240.37%
Total investor real estate240.27%——%——%——%240.27%
Residential first mortgage580.29%——%1—%60.03%650.32%
Home equity lines—0.02%——%——%20.06%20.08%
Home equity loans10.03%——%——%10.07%20.10%
Total consumer590.18%——%1—%90.03%690.21%
Total$1420.15%$3—%$1—%$90.01%$1550.16%
Three Months Ended March 31, 2024
Term ExtensionTerm Extension and Interest Rate ModificationTotal
$%****(1)$%****(1)$%****(1)
(Dollars in millions)
Commercial and industrial$400.08%$——%$400.08%
Commercial real estate mortgage—owner-occupied10.01%——%10.01%
Total commercial410.07%——%410.07%
Commercial investor real estate mortgage1001.56%——%1001.56%
Total investor real estate1001.14%——%1001.14%
Residential first mortgage390.19%10.01%400.20%
Home equity lines——%10.02%10.03%
Home equity loans10.04%20.08%30.12%
Total consumer400.12%40.01%440.13%
$1810.19%$4—%$1850.19%

(1) Amounts calculated based upon whole dollar values.

The end of period balance of unfunded commitments related to modifications to troubled borrowers at March 31, 2025 was immaterial and at December 31, 2024 was $71 million.

The following tables present the financial impact of modifications to troubled borrowers during the three months ended March 31, 2025 and 2024 by class of financing receivable and the type of modification. The tables include new modifications to troubled borrowers, as well as renewals of existing modifications to troubled borrowers.

Three Months Ended March 31, 2025
Interest Rate ReductionTerm ExtensionPayment DeferralTerm Extension and Interest Rate Modification
Weighted-Average Term ExtensionWeighted-Average Term ExtensionWeighted-Average Payment DeferralWeighted-Average Term ExtensionWeighted-Average Reduction in Interest Rate
(In years, except for percentage data)
Commercial and industrialless than 1%0.42———
Commercial real estate mortgage—owner-occupied—1.92———
Commercial investor real estate mortgage—0.67———
Residential first mortgage—70.672less than 1%
Home equity lines—30—232%
Home equity loans—13—212%
Three Months Ended March 31, 2024
Term ExtensionTerm Extension and Interest Rate Modification
Weighted-Average Term ExtensionWeighted-Average Term ExtensionWeighted-Average Reduction in Interest Rate
(In years, except for percentage data)
Commercial and industrial1——
Commercial real estate mortgage—owner-occupied0.67——
Commercial investor real estate mortgage0.58——
Residential first mortgage69less than 1%
Home equity lines—192%
Home equity loans12252%

The following tables include the end of period balances of aging and non-accrual performance for modifications to troubled borrowers modified in the previous twelve-month period by portfolio segment and class as of March 31, 2025 and March 31, 2024.

March 31, 2025
Current30-89 DPD90+ DPDNon-Performing LoansTotal
(In millions)
Commercial and industrial$72$3$—$18$93
Commercial real estate mortgage—owner-occupied2——13
Commercial real estate construction—owner-occupied—————
Total commercial743—1996
Commercial investor real estate mortgage64——54118
Total investor real estate64——54118
Residential first mortgage13825157185
Home equity lines10——111
Home equity loans81—211
Total consumer156261510207
$294$29$15$83$421
March 31, 2024
Current30-89 DPD90+ DPDNon-Performing LoansTotal
(In millions)
Commercial and industrial$161$—$—$184$345
Commercial real estate mortgage—owner-occupied1——12
Total commercial162——185347
Commercial investor real estate mortgage192——108300
Total investor real estate192——108300
Residential first mortgage871385113
Home equity lines4———4
Home equity loans61—29
Total consumer971487126
$451$14$8$300$773

For modifications to troubled borrowers, a subsequent payment default is defined in terms of delinquency, when a principal or interest payment is 90 days past due or classified as non-accrual status during the reporting period. Loans defaulted during the three-month periods ended March 31, 2025 and March 31, 2024 that were restructured as modifications to troubled borrowers during the previous twelve months had period-end balances of $24 million and $79 million, respectively.

NOTE 5. SERVICING OF FINANCIAL ASSETS

RESIDENTIAL MORTGAGE BANKING ACTIVITIES

The fair value of residential MSRs is calculated using various assumptions including future cash flows, market discount rates, expected prepayment rates, servicing costs and other factors. A significant change in prepayments of mortgages in the servicing portfolio could result in significant changes in the valuation adjustments, thus creating potential volatility in the carrying amount of residential MSRs. The Company compares fair value estimates and assumptions to observable market data where available, and also considers recent market activity and actual portfolio experience.

The table below presents an analysis of residential MSRs under the fair value measurement method:

Three Months Ended March 31
20252024
(In millions)
Carrying value, beginning of period$1,007$906
Additions65
Purchases (1)4125
Increase (decrease) in fair value(2):
Due to change in valuation inputs or assumptions(10)19
Economic amortization associated with borrower repayments (3)(28)(29)
Carrying value, end of period$979$1,026

(1)Purchases of residential MSRs can be structured with cash hold back provisions, therefore the timing of payment may be made in future periods.

(2)Included in mortgage income. Amounts presented exclude offsetting impact from related derivatives.

(3)Includes both total loan payoffs as well as partial paydowns. Regions' MSR decay methodology is a discounted net cash flow approach.

Data and assumptions used in the fair value calculation, as well as the valuation’s sensitivity to rate fluctuations, related to residential MSRs (excluding related derivative instruments) are as follows:

March 31
20252024
(Dollars in millions)
Unpaid principal balance$67,771$69,708
Weighted-average CPR (%)7.7%8.2%
Estimated impact on fair value of a 10% increase$(36)$(46)
Estimated impact on fair value of a 20% increase$(70)$(89)
Option-adjusted spread (basis points)533486
Estimated impact on fair value of a 10% increase$(23)$(22)
Estimated impact on fair value of a 20% increase$(47)$(44)
Weighted-average coupon interest rate3.8%3.7%
Weighted-average remaining maturity (months)294302
Weighted-average servicing fee (basis points)27.327.1

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of an adverse variation in a particular assumption on the fair value of the residential MSRs is calculated without changing any other assumption, while in reality changes in one factor may result in changes in another, which may either magnify or counteract the effect of the change. The derivative instruments utilized by Regions would serve to reduce the estimated impacts to fair value included in the table above.

Servicing related fees, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of residential mortgage loans totaled $47 million and $44 million for the three months ended March 31, 2025 and 2024, respectively.

Residential mortgage loans are sold in the secondary market with standard representations and warranties regarding certain characteristics such as the quality of the loan, the absence of fraud, the eligibility of the loan for sale and the future servicing associated with the loan. Regions may be required to repurchase these loans at par, or make-whole or indemnify the purchasers for losses incurred when representations and warranties are breached.

Regions maintains an immaterial repurchase liability related to residential mortgage loans sold with representations and warranty provisions. This repurchase liability is reported in other liabilities on the consolidated balance sheets and reflects management’s estimate of losses based on historical repurchase and loss trends, as well as other factors that may result in anticipated losses different from historical loss trends. Adjustments to this reserve are recorded in other non-interest expense on the consolidated statements of income.

COMMERCIAL MORTGAGE BANKING ACTIVITIES

Regions engages in the servicing of commercial mortgage loans through agreements with the agencies and through a DUS lending program. Commercial MSRs of loans through the agency programs are measured at fair value while commercial MSRs of loans through the DUS lending program are measured at cost and subsequently amortized.

Commercial mortgage banking through non-DUS agency programs

The fair value of commercial MSRs through non-DUS agency programs is calculated using various assumptions including future cash flows, market discount rates, expected prepayment rates, servicing costs and other factors. A significant change in prepayments of mortgages in this servicing portfolio could result in significant changes in the valuation adjustments, thus creating potential volatility in the carrying amount of these commercial MSRs. The Company compares fair value estimates and assumptions to observable market data where available, and also considers recent market activity and actual portfolio experience. Regions assumes a loss share guarantee associated with loans sold to Fannie Mae. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional information. Also see Note 12 for additional information related to the guarantee.

The table below presents an analysis of commercial MSRs through the agency programs under the fair value measurement method:

Three Months Ended March 31
20252024
(In millions)
Carrying value, beginning of period$97$81
Additions26
Increase (decrease) in fair value(1):
Due to change in valuation inputs or assumptions(1)4
Economic amortization associated with borrower repayments (2)(4)(3)
Carrying value, end of period$94$88

(1)Included in capital markets income. Amounts presented exclude offsetting impact from related derivatives.

(2)Includes both total loan payoffs as well as partial paydowns. Regions' MSR decay methodology is a discounted net cash flow approach.

Data and assumptions used in the fair value calculation, as well as the valuation’s sensitivity to rate fluctuations, related to commercial MSRs through non-DUS agency programs (excluding related derivative instruments) are as follows:

March 31
20252024
(Dollars in millions)
Unpaid principal balance$7,544$6,174
Weighted-average CPR (%)7.1%8.0%
Estimated impact on fair value of a 10% increase$(1)$(1)
Estimated impact on fair value of a 20% increase$(3)$(3)
Weighted-average discount rate (%)8.2%7.1%
Estimated impact on fair value of a 10% increase$(3)$(2)
Estimated impact on fair value of a 20% increase$(5)$(4)
Weighted-average coupon interest rate4.7%4.5%
Weighted-average remaining maturity (months)146157
Weighted-average servicing fee (basis points)25.729.2

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of an adverse variation in a particular assumption on the fair value of the commercial MSRs is calculated without changing any other assumption, while in reality changes in one factor may result in changes in another, which may either magnify or counteract the effect of the change. The derivative instruments utilized by Regions would serve to reduce the estimated impacts to fair value included in the table above.

Servicing related fees, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of commercial mortgage loans through the agency programs totaled $6 million and $7 million for the three months ended March 31, 2025 and 2024, respectively.

Commercial mortgage banking through the DUS lending program

Regions is an approved DUS lender. The DUS program provides liquidity to the multi-family housing market. In connection with the DUS program, Regions services commercial mortgage loans, retains commercial MSRs and intangible assets associated with the DUS license, and assumes a loss share guarantee associated with the loans. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional information. Also see Note 12 for additional information related to the guarantee.

The table below presents an analysis of commercial DUS MSRs under the amortization measurement method:

Three Months Ended March 31
20252024
(In millions)
Carrying value, beginning of period$90$87
Additions52
Economic amortization associated with borrower repayments (1)(4)(4)
Carrying value, end of period$91$85

(1)Economic amortization associated with borrower repayments includes both total loan payoffs as well as partial paydowns.

Regions periodically evaluates DUS MSRs for impairment based on fair value. The estimated fair value of the DUS MSRs was approximately $111 million at March 31, 2025 and $117 million at December 31, 2024.

Servicing related fees in connection with the DUS program, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of DUS commercial mortgage loans totaled $7 million and $5 million for the three months ended March 31, 2025 and 2024, respectively.

NOTE 6. SHAREHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

PREFERRED STOCK

The following table presents a summary of the non-cumulative perpetual preferred stock:

March 31, 2025December 31, 2024
Issuance DateEarliest Redemption DateDividend Rate (1)Liquidation AmountLiquidation preference per ShareLiquidation preference per Depositary ShareOwnership Interest per Depositary ShareShares Issued and OutstandingCarrying AmountCarrying Amount
(Dollars in millions, except for share and per share amounts)
Series C4/30/20195/15/20295.700%(2)$5001,000251/40th500,000$490$490
Series D6/5/20206/15/20255.750%(3)350100,0001,0001/100th3,500346346
Series E5/4/20216/15/20264.450%4001,000251/40th400,000390390
Series F7/29/20249/15/20296.950%(4)5001,000251/40th500,000489489
$1,7501,403,500$1,715$1,715

(1)Dividends on all series of preferred stock, if declared, accrue and are payable quarterly in arrears.

(2)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to August 15, 2029, 5.700%, and (ii) for each period beginning on or after August 15, 2029, three-month CME Term SOFR plus 3.410% which includes a 0.262% spread adjustment for the transition to SOFR in accordance with ISDA protocols.

(3)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2025, 5.750%, and (ii) for each period beginning on or after September 15, 2025, the five-year Treasury rate as of the most recent reset dividend determination date plus 5.426%.

(4)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2024, 6.950% and (ii) for each period beginning on or after September 15, 2029, the five-year Treasury rate as of the most recent reset dividend determination date plus 2.771%.

All series of preferred stock have no stated maturity and redemption is solely at Regions' option, subject to regulatory approval, in whole, or in part, after the earliest redemption date or in whole, but not in part, at any time following a regulatory capital treatment event for the Series C, Series D, Series E, and Series F preferred stock.

The Board declared a total of $25 million in cash dividends on preferred stock in both the three months ended March 31, 2025 and 2024.

In the event Series C, Series D, Series E, or Series F preferred shares are redeemed in full at their respective liquidation amounts, $10 million, $4 million, $10 million, or $11 million in excess of the redemption amount over the carrying amount will be recognized, respectively. These excess amounts represent issuance costs that were recorded as reductions to preferred stock, including related surplus, and will be recorded as reductions to net income available to common shareholders.

COMMON STOCK

The Company's results of the 2024 stress test from the Federal Reserve reflect that the Company exceeded all minimum capital levels. The Company's SCB will remain floored at 2.5 percent from the fourth quarter of 2024 through the third quarter of 2025.

On April 20, 2022, the Board authorized the repurchase of up to $2.5 billion of the Company's common stock, permitting purchases from the second quarter of 2022 through the fourth quarter of 2024 and was subsequently extended on December 10, 2024 permitting repurchases through the fourth quarter of 2025. As of March 31, 2025, Regions had repurchased approximately 44 million shares of common stock at a total cost of $856 million under this plan. All of these shares were immediately retired upon repurchase and therefore were not included in treasury stock.

Regions declared $0.25 per share in cash dividends for first quarter 2025 and $0.24 per common share for first quarter 2024.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables present the balances and activity in AOCI on a pre-tax and net of tax basis for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31, 2025
Pre-tax AOCI ActivityTax Effect (1)Net AOCI Activity
(In millions)
Total accumulated other comprehensive income (loss), beginning of period$(3,912)$984$(2,928)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(744)$188$(556)
Unrealized gains (losses) on securities transferred from available for sale during the period(153)38(115)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)22(7)15
Change in AOCI from securities held to maturity activity in the period(131)31(100)
Ending balance$(875)$219$(656)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(1,958)$490$(1,468)
Unrealized (gains) losses on securities transferred to held to maturity during the period153(38)115
Unrealized gains (losses) arising during the period458(113)345
Reclassification adjustments for securities (gains) losses realized in net income (3)25(6)19
Change in AOCI from securities available for sale activity in the period636(157)479
Ending balance$(1,322)$333$(989)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(662)$168$(494)
Unrealized gains (losses) on derivatives arising during the period272(69)203
Reclassification adjustments for (gains) losses realized in net income (2)67(17)50
Change in AOCI from derivative activity in the period339(86)253
Ending balance$(323)$82$(241)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(548)$138$(410)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)6(2)4
Ending balance$(542)$136$(406)
Total other comprehensive income850(214)636
Other9—9
Total accumulated other comprehensive income (loss), end of period$(3,053)$770$(2,283)
Three Months Ended March 31, 2024
Pre-tax AOCI ActivityTax Effect (1)Net AOCI Activity
(In millions)
Total accumulated other comprehensive income (loss), beginning of period$(3,773)$961$(2,812)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(9)$1$(8)
Reclassification adjustments for amortization on unrealized losses (2)———
Ending balance$(9)$1$(8)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(2,759)$703$(2,056)
Unrealized gains (losses) arising during the period(318)81(237)
Reclassification adjustments for securities (gains) losses realized in net income (3)50(13)37
Change in AOCI from securities available for sale activity in the period(268)68(200)
Ending balance$(3,027)$771$(2,256)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(399)$102$(297)
Unrealized gains (losses) on derivatives arising during the period(407)104(303)
Reclassification adjustments for (gains) losses realized in net income (2)117(30)87
Change in AOCI from derivative activity in the period(290)74(216)
Ending balance$(689)$176$(513)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(606)$155$(451)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)6(2)4
Ending balance$(600)$153$(447)
Total other comprehensive income (loss)(552)140(412)
Total accumulated other comprehensive income (loss), end of period$(4,325)$1,101$(3,224)

(1)The impact of all AOCI activity is shown net of the related tax impact, calculated using a nominal tax rate of approximately 25 percent.

(2)Reclassification amount is recognized in net interest income in the consolidated statements of income.

(3)Reclassification amount is recognized in securities gains (losses), net in the consolidated statements of income.

(4)Reclassification amount is recognized in other non-interest expense in the consolidated statements of income. Additionally, these accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 8 for additional details).

NOTE 7. EARNINGS PER COMMON SHARE

The following table sets forth the computation of basic earnings per common share and diluted earnings per common share:

Three Months Ended March 31
20252024
(In millions, except per share data)
Numerator:
Net income$490$368
Preferred stock dividends(25)(25)
Net income available to common shareholders$465$343
Denominator:
Weighted-average common shares outstanding—basic$906$921
Potential common shares42
Weighted-average common shares outstanding—diluted$910$923
Earnings per common share:
Basic$0.51$0.37
Diluted0.510.37

The effects from the assumed exercise of restricted stock units and performance stock units totaling 2 million and 5 million for the three months ended March 31, 2025 and 2024, respectively, were not included in the above computations of diluted earnings per common share because such amounts would have had an antidilutive effect on earnings per common share.

NOTE 8. PENSION AND OTHER POSTRETIREMENT BENEFITS

Regions' defined benefit pension plans cover certain employees as the pension plans are closed to new entrants. The Company also sponsors a SERP, which is a non-qualified pension plan that provides certain senior executive officers defined benefits in relation to their compensation.

Net periodic pension cost included the following components:

Three Months Ended March 31
Qualified PlansNon-qualified PlansTotal
202520242025202420252024
(In millions)
Service cost$5$6$—$—$5$6
Interest cost2020112121
Expected return on plan assets(31)(31)——(31)(31)
Amortization of actuarial loss551166
Net periodic pension (benefit) cost$(1)$—$2$2$1$2

The service cost component of net periodic pension (benefit) cost is recorded in salaries and employee benefits on the consolidated statements of income. Components other than service cost are recorded in other non-interest expense on the consolidated statements of income.

Regions' funding policy for the qualified plans is to contribute annually at least the amount required by IRS minimum funding standards. Regions made no contributions to qualified plans during the first three months of 2025.

Regions also provides other postretirement benefits, such as defined benefit health care plans and life insurance plans, that cover certain retired employees. There was no material impact from other postretirement benefits on the consolidated financial statements for the three months ended March 31, 2025 or 2024.

NOTE 9. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

The following tables present the notional amount and estimated fair value of derivative instruments:

March 31, 2025December 31, 2024
Notional Amount**(1)**Estimated Fair ValueNotional AmountEstimated Fair Value
Gain**(1)**Loss**(1)**Gain**(1)**Loss**(1)**
(In millions)
Derivatives in fair value hedging relationships:
Interest rate swaps$6,271$3$98$5,484$26$95
Derivatives in cash flow hedging relationships:
Interest rate swaps36,1983440336,660—718
Interest rate options2,000642,00046
Total derivatives in cash flow hedging relationships38,1984040738,6604724
Total derivatives designated as hedging instruments$44,469$43$505$44,144$30$819
Derivatives not designated as hedging instruments:
Interest rate swaps$94,948$1,295$1,282$94,803$1,608$1,598
Interest rate options11,746251711,0053124
Interest rate futures and forward commitments1,283721,24784
Other contracts13,48717815112,539139106
Total derivatives not designated as hedging instruments$121,464$1,505$1,452$119,594$1,786$1,732
Total derivatives$165,933$1,548$1,957$163,738$1,816$2,551
Total gross derivative instruments, before netting$1,548$1,957$1,816$2,551
Less: Netting adjustments (2)1,3461,2611,7031,615
Total gross derivative instruments, after netting$202$696$113$936

(1)Derivatives in a gain position are recorded as other assets and derivatives in a loss position are recorded as other liabilities on the consolidated balance sheets. Includes accrued interest as applicable. The table reflects net notional presentation and gross asset and liability presentation to capture the economic impact of the trades.

(2)Netting adjustments represent amounts recorded to convert derivative assets and derivative liabilities from a gross basis to a net basis in accordance with applicable accounting guidance. The net basis takes into account the impact of cash collateral received or posted, legally enforceable master netting agreements, and variation margin that allow Regions to settle derivative contracts with the counterparty on a net basis and to offset the net position with the related cash collateral. Cash collateral, all of which is included as a netting adjustment, totaled $65 million and $106 million for derivative assets at March 31, 2025 and December 31, 2024, respectively. Cash collateral totaled $117 million and $87 million for derivative liabilities at March 31, 2025 and December 31, 2024, respectively.

HEDGING DERIVATIVES

Derivatives entered into to manage interest rate risk and facilitate asset/liability management strategies are designated as hedging derivatives. Derivative financial instruments that qualify in a hedging relationship are classified, based on the exposure being hedged, as either fair value hedges or cash flow hedges. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding accounting policies for derivatives.

FAIR VALUE HEDGES

Fair value hedge relationships mitigate exposure to the change in fair value of an asset, liability or firm commitment.

Regions enters into interest rate swap agreements to manage interest rate exposure on the Company’s fixed-rate borrowings and time deposits. These agreements involve the receipt of fixed-rate amounts in exchange for floating-rate interest payments over the life of the agreements. Regions also enters into interest rate swap agreements to manage interest rate exposure on certain of the Company's fixed-rate prepayable and non-prepayable debt securities available for sale. These agreements involve the payment of fixed-rate amounts in exchange for floating-rate interest receipts.

CASH FLOW HEDGES

Cash flow hedge relationships mitigate exposure to the variability of future cash flows or other forecasted transactions.

Regions enters into interest rate swaps, options (e.g., floors, caps and collars), and agreements with a combination of these instruments to manage overall cash flow changes related to interest rate risk exposure on variable rate loans. The agreements effectively modify the Company’s exposure to interest rate risk by utilizing receive fixed/pay SOFR interest rate swaps and interest rate options. As of March 31, 2025, Regions was hedging its exposure to the variability in future cash flows into 2034.

As of March 31, 2025, cash flow hedges were held at a pre-tax net loss of $323 million, which includes pre-tax net gains of $19 million related to terminated cash flow floors and swaps. Regions expects to reclassify into earnings approximately $168

million in pre-tax losses due to the net receipt/ payment of interest and amortization on all cash flow hedges within the next twelve months. Included in this amount is $20 million in pre-tax net gains related to the amortization of terminated cash flow floors and swaps.

The following tables present the effect of hedging derivative instruments on the consolidated statements of income and the total amounts for the respective line items affected:

Three Months Ended March 31, 2025
Interest IncomeInterest Expense
Debt securitiesLoans, including feesLong-term borrowings
(In millions)
Total income (expense) presented in the consolidated statements of income$266$1,342$(85)
Gains/(losses) on fair value hedging relationships:
Interest rate contracts:
Amounts related to interest settlements on derivatives$3$—$(14)
Recognized on derivatives(46)—25
Recognized on hedged items46—(25)
Income (expense) recognized on fair value hedges$3$—$(14)
Gains/(losses) on cash flow hedging relationships: (1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI into net income, pre-tax$—$(67)$—
Income (expense) recognized on cash flow hedges$—$(67)$—
Three Months Ended March 31, 2024
Interest IncomeInterest Expense
Debt securitiesLoans, including feesLong-term borrowingsDeposits
(In millions)
Total income (expense) presented in the consolidated statements of income$209$1,421$(44)$(495)
Gains/(losses) on fair value hedging relationships:
Interest rate contracts:
Amounts related to interest settlements on derivatives$3$—$(17)$—
Recognized on derivatives6—(4)(1)
Recognized on hedged items(7)—41
Income (expense) recognized on fair value hedges$2$—$(17)$—
Gains/(losses) on cash flow hedging relationships: (1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI into net income, pre-tax$—$(117)$—$—
Income (expense) recognized on cash flow hedges$—$(117)$—$—

(1)See Note 6 for gain or (loss) recognized for cash flow hedges in AOCI.

The following tables present the carrying amount and associated cumulative basis adjustment related to the application of hedge accounting that is included in the carrying amount of hedged assets and liabilities in fair value hedging relationships.

March 31, 2025December 31, 2024
Hedged Items Currently DesignatedHedged Items Currently Designated
Carrying Amount of Assets/(Liabilities)Hedge Accounting Basis AdjustmentCarrying Amount of Assets/(Liabilities)Hedge Accounting Basis Adjustment
(In millions)(In millions)
Debt securities available for sale(1)(2)$4,757$24$3,304$(22)
Long-term borrowings(3,083)66(3,058)91

(1) At March 31, 2025 and December 31, 2024, the Company designated interest rate swaps as fair value hedges of debt securities available for sale under the portfolio layer method under which the Company designated $1.0 billion and $750 million, respectively, as the hedged amount from a closed portfolio of prepayable financial assets with a carrying amount of $2.7 billion and $1.8 billion, respectively.

(2) Carrying amount represents amortized cost.

DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS

The Company holds a portfolio of interest rate swaps, option contracts, and futures and forward commitments that result from transactions with its commercial customers in which they manage their risks by entering into a derivative with Regions. The Company monitors and manages the net risk in this customer portfolio and enters into separate derivative contracts in order to reduce the overall exposure to pre-defined limits. For both derivatives with its end customers and derivatives Regions enters into to mitigate the risk in this portfolio, the Company is subject to market risk and the risk that the counterparty will default. The contracts in this portfolio are not designated as accounting hedges and are marked-to market through earnings (in capital markets income) and included in other assets and other liabilities, as appropriate.

Regions enters into interest rate lock commitments, which are commitments to originate mortgage loans whereby the interest rate on the loan is determined prior to funding and the customers have locked into that interest rate. At March 31, 2025 and December 31, 2024, Regions had $194 million and $117 million, respectively, in total notional amount of interest rate lock commitments. Regions manages market risk on interest rate lock commitments and mortgage loans held for sale with corresponding forward sale commitments. Residential mortgage loans held for sale are recorded at fair value with changes in fair value recorded in mortgage income. Commercial mortgage loans held for sale are recorded at either the lower of cost or market or at fair value based on management's election. At March 31, 2025 and December 31, 2024, Regions had $368 million and $308 million, respectively, in total notional amounts related to these forward sale commitments. Changes in mark-to-market from both interest rate lock commitments and corresponding forward sale commitments related to residential mortgage loans are included in mortgage income. Changes in mark-to-market from both interest rate lock commitments and corresponding forward sale commitments related to commercial mortgage loans are included in capital markets income.

Regions elected to account for residential MSRs at fair value with any changes to fair value recorded in mortgage income. Concurrent with the election to use the fair value measurement method, Regions uses various derivative instruments in the form of forward rate commitments, futures contracts, swaps and swaptions to mitigate the effect of changes in the fair value of its residential MSRs in its consolidated statements of income. As of March 31, 2025 and December 31, 2024, the total notional amount related to these contracts was $3.9 billion and $3.4 billion, respectively. The Company also elected to account for non-DUS agency commercial MSRs at fair value with any changes to fair value recorded in capital markets income, and uses derivative instruments, primarily swaps, to mitigate the effect of changes in the fair value of its non-DUS agency commercial MSRs in its consolidated statements of income. As of March 31, 2025 and December 31, 2024, the total notional amount related to these contracts was immaterial.

The following table presents the location and amount of gain or (loss) recognized in income on derivatives not designated as hedging instruments in the consolidated statements of income for the periods presented below:

Three Months Ended March 31
Derivatives Not Designated as Hedging Instruments20252024
(In millions)
Capital markets income:
Interest rate swaps$6$9
Interest rate options89
Interest rate futures and forward commitments38
Other contracts(2)6
Total capital markets income1532
Mortgage income:
Interest rate swaps16(15)
Interest rate options11
Interest rate futures and forward commitments(1)10
Total mortgage income16(4)
$31$28

CREDIT DERIVATIVES

Regions has both bought and sold credit protection in the form of participations on interest rate swaps (swap participations). These swap participations, which meet the definition of credit derivatives, were entered into in the ordinary course of business to serve the credit needs of customers. Swap participations, whereby Regions has purchased credit protection, entitle Regions to receive a payment from the counterparty if the customer fails to make payment on any amounts due to Regions upon early termination of the swap transaction and have maturities between 2025 and 2030. Swap participations, whereby Regions has sold credit protection have maturities between 2025 and 2035. For contracts where Regions sold credit protection, Regions would be required to make payment to the counterparty if the customer fails to make payment on any amounts due to the counterparty upon early termination of the swap transaction. Regions bases the current status of the prepayment/performance risk on bought and sold credit derivatives on recently issued internal risk ratings consistent with the risk management practices of unfunded commitments.

Regions’ maximum potential amount of future payments under these contracts as of March 31, 2025 was approximately $418 million. This scenario occurs if variable interest rates were at zero percent and all counterparties defaulted with zero recovery. The fair value of sold protection at March 31, 2025 and December 31, 2024 was immaterial. In transactions where Regions has sold credit protection, recourse to collateral associated with the original swap transaction is available to offset some or all of Regions’ obligation.

CONTINGENT FEATURES

Certain of Regions’ derivative instrument contracts with broker-dealers contain credit-related termination provisions and/or credit-related provisions regarding the posting of collateral, allowing those broker-dealers to terminate the contracts in the event that Regions’ and/or Regions Bank’s credit ratings falls below specified ratings from certain major credit rating agencies. The aggregate fair values of all derivative instruments with any credit-risk-related contingent features that were in a liability position on March 31, 2025 and December 31, 2024, were $57 million and $47 million, respectively, for which Regions had posted collateral of $50 million and $34 million, respectively, in the normal course of business.

NOTE 10. FAIR VALUE MEASUREMENTS

See Note 1 "Summary of Significant Accounting Policies" to the consolidated financial statements of the Annual Report on Form 10-K for the year ended December 31, 2024 for a description of valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis. Assets and liabilities measured at fair value rarely transfer between Level 1 and Level 2 measurements. Marketable equity securities and debt securities available for sale may be periodically transferred to or from Level 3 valuation based on management’s conclusion regarding the observability of inputs used in valuing the securities. Such transfers are accounted for as if they occur at the beginning of a reporting period.

The following table presents assets and liabilities measured at estimated fair value on a recurring basis:

March 31, 2025December 31, 2024
Level 1Level 2Level 3 (1)Total Estimated Fair ValueLevel 1Level 2Level 3 (1)Total Estimated Fair Value
(In millions)
Recurring fair value measurements
Debt securities available for sale:
U.S. Treasury securities$2,061$—$—$2,061$2,003$—$—$2,003
Federal agency securities—485—485—444—444
Obligations of states and political subdivisions—2—2—2—2
Mortgage-backed securities:
Residential agency—18,583—18,583—18,945—18,945
Commercial agency—4,095—4,095—4,090—4,090
Commercial non-agency—83—83—82—82
Corporate and other debt securities—6303633—6553658
Total debt securities available for sale$2,061$23,878$3$25,942$2,003$24,218$3$26,224
Loans held for sale$—$227$—$227$—$234$—$234
Marketable equity securities in other earning assets$653$—$—$653$819$—$—$819
Residential mortgage servicing rights$—$—$979$979$—$—$1,007$1,007
Commercial mortgage servicing rights through non-DUS agency programs$—$—$94$94$—$—$97$97
Derivative assets (2):
Interest rate swaps$—$1,332$—$1,332$—$1,634$—$1,634
Interest rate options—25631—30535
Interest rate futures and forward commitments—7—7—8—8
Other contracts20158—17813126—139
Total derivative assets$20$1,522$6$1,548$13$1,798$5$1,816
Derivative liabilities (2):
Interest rate swaps$—$1,783$—$1,783$—$2,411$—$2,411
Interest rate options—21—21—30—30
Interest rate futures and forward commitments—2—2—4—4
Other contracts1150—1513103106
Total derivative liabilities$1$1,956$—$1,957$3$2,548$—$2,551
Securities sold, but not yet purchased$170$—$—$170$147$—$—$147

(1)All following disclosures related to Level 3 recurring assets do not include those deemed to be immaterial.

(2)As permitted under U.S. GAAP, variation margin collateral payments made or received for derivatives that are centrally cleared are legally characterized as settled. As such, these derivative assets and derivative liabilities and the related variation margin collateral are presented on a net basis on the balance sheet.

Assets and liabilities in all levels could result in volatile and material price fluctuations. Realized and unrealized gains and losses on Level 3 assets represent only a portion of the risk to market fluctuations in Regions’ consolidated balance sheets. See Note 5 for a reconciliation of beginning and ending balances of these MSRs for three months ended March 31, 2025 and 2024.

RECURRING FAIR VALUE MEASUREMENTS USING SIGNIFICANT UNOBSERVABLE INPUTS

Residential mortgage servicing rights

The significant unobservable inputs used in the fair value measurement of residential MSRs are CPR and OAS. This valuation requires generating cash flow projections over multiple interest rate scenarios and discounting those cash flows at a risk-adjusted rate. Additionally, the impact of prepayments and changes in the OAS are based on a variety of underlying inputs including servicing costs. Increases or decreases to the underlying cash flow inputs will have a corresponding impact on the value of the MSR asset. The net change in unrealized gains (losses) included in earnings related to MSRs held at period end are disclosed as the changes in valuation inputs or assumptions included in the MSR rollforward table in Note 5 .

Commercial mortgage servicing rights through non-DUS agency programs

The significant unobservable inputs used in the fair value measurement of commercial MSRs are CPR and the discount rate. This valuation requires generating cash flow projections over multiple interest rate scenarios and discounting those cash flows at a risk-adjusted rate. Additionally, the impact of prepayments and changes in the discount rate are based on a variety of underlying inputs including servicing costs. Increases or decreases to the underlying cash flow inputs will have a corresponding impact on the value of the MSR asset. The net change in unrealized gains (losses) included in earnings related to MSRs held at period end are disclosed as the changes in valuation inputs or assumptions included in the MSR rollforward table in Note 5 .

The following tables present detailed information regarding material assets and liabilities measured at fair value using significant unobservable inputs (Level 3) as of March 31, 2025 and December 31, 2024. The tables include the valuation techniques and the significant unobservable inputs utilized. The range of each significant unobservable input as well as the weighted-average within the range utilized at March 31, 2025 and December 31, 2024 are included. Following the tables are descriptions of the valuation techniques and the sensitivity of the techniques to changes in the significant unobservable inputs.

March 31, 2025
Level 3 Estimated Fair ValueValuation TechniqueUnobservable Input(s)Quantitative Range of Unobservable Inputs and (Weighted-Average)
(Dollars in millions)
Recurring fair value measurements:
Residential mortgage servicing rights (1)$979Discounted cash flowWeighted-average CPR (%)4.6% - 17.2% (7.7%)
OAS (%)5.1% - 8.5% (5.3%)
Commercial mortgage servicing rights through non-DUS agency programs (1)$94Discounted cash flowWeighted-average CPR (%)5.3% - 7.4% (7.1%%)
Discount rate (%)8.0% - 10.0% (8.2%)

(1)See Note 5 for additional disclosures related to assumptions used in the fair value calculation for residential and commercial mortgage servicing rights.

December 31, 2024
Level 3 Estimated Fair ValueValuation TechniqueUnobservable Input(s)Quantitative Range of Unobservable Inputs and (Weighted-Average)
(Dollars in millions)
Recurring fair value measurements:
Residential mortgage servicing rights (1)$1,007Discounted cash flowWeighted-average CPR (%)4.6% - 23.1% (8.0%)
OAS (%)4.8% -7.7% (5.1%)
Commercial mortgage servicing rights through non-DUS agency programs (1)$97Discounted cash flowWeighted-average CPR (%)5.4% - 10.6% (7.7%)
Discount rate (%)7.0% -8.0% (7.1%)

(1)See Note 6 to the consolidated financial statements of the Annual Report on Form 10-K for the year ended December 31, 2024 for additional disclosures related to assumptions used in the fair value calculations for residential and commercial mortgage servicing rights.

FAIR VALUE OPTION

Regions has elected the fair value option for all eligible agency residential first mortgage loans originated with the intent to sell. This election allows for a more effective offset of the changes in fair values of the loans and the derivative instruments used to economically hedge them without the burden of complying with the requirements for hedge accounting. Fair values of residential first mortgage loans held for sale are based on traded market prices of similar assets where available and/or discounted cash flows at market interest rates, adjusted for securitization activities that include servicing values and market conditions, and are recorded in loans held for sale. At March 31, 2025, the aggregate fair value of these loans totaled $224 million compared to aggregate unpaid principal of $219 million. At December 31, 2024, the aggregate fair value of these loans totaled $222 million compared to aggregate unpaid principal of $219 million.

Interest income on residential first mortgage loans held for sale is recognized based on contractual rates and is reflected in interest income on loans held for sale. Net gains and losses resulting from changes in fair value of residential mortgage loans held for sale, which were recorded in mortgage income in the consolidated statements of income during the three months ended March 31, 2025 and 2024, were immaterial. These changes in fair value are mostly offset by economic hedging activities. An immaterial portion of these amounts was attributable to changes in instrument-specific credit risk.

NON-RECURRING FAIR VALUE MEASUREMENTS

Items measured at fair value on a non-recurring basis include loans held for sale for which the fair value option has not been elected, foreclosed property and other real estate and equity investments without a readily determinable fair value; all of which may be considered either Level 2 or Level 3 valuation measurements. Non-recurring fair value adjustments related to loans held for sale, foreclosed property and other real estate are typically a result of the application of lower of cost or fair value

accounting during the period. Non-recurring fair value adjustments related to equity investments without readily determinable fair values are the result of impairments or price changes from observable transactions. The balances of each of these assets, as well as the related fair value adjustments during the periods, were immaterial at both March 31, 2025 and December 31, 2024.

FINANCIAL INSTRUMENTS NOT RECORDED AT FAIR VALUE

For financial instruments not recorded at fair value, estimates of fair value are based on relevant market data and information about the instruments. The following tables present the carrying amounts and estimated fair values, as well as the level within the fair value hierarchy, of the Company’s financial instruments not recorded at fair value as of March 31, 2025 and December 31, 2024.

March 31, 2025
Carrying AmountEstimated Fair Value**(1)**Level 1Level 2Level 3
(In millions)
Financial assets:
Cash and cash equivalents$14,316$14,316$14,316$—$—
Debt securities held to maturity5,1955,063—5,063—
Loans held for sale118118—9028
Loans (excluding leases), net of unearned income and allowance for loan losses(2)(3)92,49789,505——89,505
Other earning assets759759—759—
Financial liabilities:
Deposits with no stated maturity(4)115,479115,479—115,479—
Time deposits(4)15,49215,473—15,473—
Long-term borrowings6,0196,094—6,0931
Loan commitments and letters of credit151151——151

(1)Estimated fair values are consistent with an exit price concept. The assumptions used to estimate the fair values are intended to approximate those that a market participant would use in a hypothetical orderly transaction. In estimating fair value, the Company makes adjustments for estimated changes in interest rates, market liquidity and credit spreads in the periods they are deemed to have occurred.

(2)The estimated fair value of portfolio loans assumes sale of the loans to a third-party financial investor. Accordingly, the value to the Company if the loans were held to maturity is not reflected in the fair value estimate. The fair value discount on the loan portfolio's net carrying amount at March 31, 2025 was $3.0 billion or 3.2 percent.

(3)Excluded from this table is the sales-type, direct financing, and leveraged lease carrying amount of $1.6 billion at March 31, 2025.

(4)The fair value of non-interest-bearing deposit accounts, interest-bearing checking accounts, savings accounts, and money market accounts is the amount payable on demand at the reporting date (i.e., the carrying amount) as these instruments have an indeterminate maturity date. Fair values for time deposits are estimated by using discounted cash flow analyses, based on market spreads to benchmark rates.

December 31, 2024
Carrying AmountEstimated Fair Value**(1)**Level 1Level 2Level 3
(In millions)
Financial assets:
Cash and cash equivalents$10,712$10,712$10,712$—$—
Debt securities held to maturity4,4274,226—4,226—
Loans held for sale360360—360—
Loans (excluding leases), net of unearned income and allowance for loan losses(2)(3)93,42489,907——89,907
Other earning assets797797—797—
Financial liabilities:
Deposits with no stated maturity(4)111,883111,883—111,883—
Time deposits(4)15,72015,694—15,694—
Short-term borrowings500500—500—
Long-term borrowings5,9936,059—6,0581
Loan commitments and letters of credit149149——149

(1)Estimated fair values are consistent with an exit price concept. The assumptions used to estimate the fair values are intended to approximate those that a market participant would use in a hypothetical orderly transaction. In estimating fair value, the Company makes adjustments for estimated changes in interest rates, market liquidity and credit spreads in the periods they are deemed to have occurred.

(2)The estimated fair value of portfolio loans assumes sale of the loans to a third-party financial investor. Accordingly, the value to the Company if the loans were held to maturity is not reflected in the fair value estimate. The fair value discount on the loan portfolio's net carrying amount at December 31, 2024 was $3.5 billion or 3.8 percent.

(3)Excluded from this table is the sales-type, direct financing, and leveraged lease carrying amount of $1.7 billion at December 31, 2024.

(4)The fair value of non-interest-bearing deposit accounts, interest-bearing checking accounts, savings accounts, and money market accounts is the amount payable on demand at the reporting date (i.e., the carrying amount) as these instruments have an indeterminate maturity date. Fair values for time deposits are estimated by using discounted cash flow analyses, based on market spreads to benchmark rates.

NOTE 11. BUSINESS SEGMENT INFORMATION

Each of Regions’ reportable segments is a strategic business unit that serves specific needs of Regions’ customers based on the products and services provided. The Company has three reportable segments: Corporate Bank, Consumer Bank, and Wealth Management, with the remainder in Other. The segments are based on the manner in which the CODM reviews the Company's performance. The Company's CODM is the CEO, President and Chair of the Board. As a part of the CODM review, pre-tax income is utilized to allocate resources amongst segments. Additional information about the Company's reportable segments is included in Regions' Annual Report on Form 10-K for the year ended December 31, 2024.

The application and development of management reporting methodologies is a dynamic process and is subject to periodic enhancements. As these enhancements are made, financial results presented by each reportable segment may be periodically revised and the prior periods updated to reflect these enhancements. Accordingly, the prior periods were updated to reflect these enhancements.

The following tables present financial information, including non-interest income disaggregated by major product category, for each reportable segment:

Three Months Ended March 31, 2025
Corporate BankConsumer BankWealth ManagementOtherConsolidated
(In millions)
Net interest income$441$710$43$—$1,194
Provision for credit losses86672(31)124
Non-interest income (loss):
Service charges on deposit accounts64961—161
Card and ATM fees11106——117
Investment management and trust fee income——86—86
Capital markets income79—1—80
Mortgage income—40——40
Investment services fee income——43—43
Commercial credit fee income27———27
Bank-owned life insurance———2323
Securities gains (losses), net———(25)(25)
Market value adjustments on employee benefit assets———(3)(3)
Other miscellaneous income42191(21)41
Total non-interest income (loss)223261132(26)590
Non-interest expense:
Salaries and employee benefits14517970231625
Equipment and software expense42417099
Net occupancy expense7533770
Other expenses (1)15434045(294)245
Total non-interest expense310596119141,039
Income (loss) before income taxes26830854(9)621
Income tax expense (benefit)677713(26)131
Net income$201$231$41$17$490
Average assets$69,289$37,667$2,133$47,787$156,876
Three Months Ended March 31, 2024
Corporate BankConsumer BankWealth ManagementOtherConsolidated
(In millions)
Net interest income$452$692$40$—$1,184
Provision for (benefit from) credit losses91682(9)$152
Non-interest income (loss):
Service charges on deposit accounts55921—148
Card and ATM fees11105——116
Investment management and trust fee income——81—81
Capital markets income91———91
Mortgage income—41——41
Investment services fee income——38—38
Commercial credit fee income27———27
Bank-owned life insurance———2323
Securities gains (losses), net———(50)(50)
Market value adjustments on employee benefit assets———1515
Other miscellaneous income3519—(21)33
Total non-interest income (loss)219257120(33)563
Non-interest expense:
Salaries and employee benefits15018466258658
Equipment and software expense426170101
Net occupancy expense7563874
Other expenses (1)16336142(268)298
Total non-interest expense324627112681,131
Income (loss) before income taxes25625446(92)464
Income tax expense (benefit)646411(43)96
Net income (loss)$192$190$35$(49)$368
Average assets$68,941$38,035$2,035$42,433$151,444

(1) Other miscellaneous expenses are primarily comprised of outside services, marketing, professional, legal and regulatory expenses, credit and checkcard expenses, and FDIC insurance assessment fees.

NOTE 12. COMMITMENTS, CONTINGENCIES AND GUARANTEES

COMMERCIAL COMMITMENTS

Regions issues off-balance sheet financial instruments in connection with lending activities. The credit risk associated with these instruments is essentially the same as that involved in extending loans to customers and is subject to Regions’ normal credit approval policies and procedures. Regions measures inherent risk associated with these instruments by recording a reserve for unfunded commitments based on an assessment of the likelihood that the guarantee will be funded and the creditworthiness of the customer or counterparty. Collateral is obtained based on management’s assessment of the creditworthiness of the customer. Credit risk is represented in unused commitments to extend credit, standby letters of credit and commercial letters of credit. Refer to Note 23 "Commitments, Contingencies and Guarantees" in the Annual Report on Form 10-K for the year ended December 31, 2024 for more information regarding these instruments.

Credit risk associated with these instruments is represented by the contractual amounts indicated in the following table:

March 31, 2025December 31, 2024
(In millions)
Unused commitments to extend credit$64,347$63,232
Standby letters of credit2,1402,096
Commercial letters of credit6858
Liabilities associated with standby letters of credit3433
Assets associated with standby letters of credit3635
Reserve for unfunded credit commitments117116

LEGAL CONTINGENCIES

Regions and its subsidiaries are routinely subject to actual or threatened legal proceedings, including litigation and regulatory matters, arising in the ordinary course of business. Litigation matters range from individual actions involving a single plaintiff to class action lawsuits and can involve claims for substantial or indeterminate alleged damages or for injunctive or other relief. Regulatory investigations and enforcement matters may involve formal or informal proceedings and other inquiries initiated by various governmental agencies, law enforcement authorities, and self-regulatory organizations, and can result in fines, penalties, restitution, changes to Regions’ business practices, and other related costs, including reputational damage. At any given time, these legal proceedings are at varying stages of adjudication, arbitration, or investigation, and may relate to a variety of topics, including common law tort and contract claims, as well as statutory consumer protection-related claims, among others.

Assessment of exposure that could result from legal proceedings is complex because these proceedings often involve inherently unpredictable factors, including, but not limited to, the following: whether the proceeding is in early stages; whether damages or the amount of potential fines, penalties, and restitution are unspecified, unsupported, or uncertain; whether there is a potential for punitive or other pecuniary damages; whether the matter involves legal uncertainties, including novel issues of law; whether the matter involves multiple parties and/or jurisdictions; whether discovery or other investigation has begun or is not complete; whether material facts may be disputed or unsubstantiated; whether meaningful settlement discussions have commenced; and whether the matter involves class allegations. As a result of these complexities, Regions may be unable to develop an estimate or range of loss.

Regions evaluates legal proceedings based on information currently available, including advice of counsel. Regions establishes accruals for those matters when a loss is considered probable and the related amount is reasonably estimable. Additionally, when it is practicable and reasonably possible that it may experience losses in excess of established accruals, Regions estimates possible loss contingencies. Regions currently estimates that the aggregate amount of reasonably possible losses that it may experience, in excess of what has been accrued, is immaterial. While the final outcomes of legal proceedings are inherently unpredictable, management is currently of the opinion that the outcomes of pending and threatened matters will not have a material effect on Regions’ business, consolidated financial position, results of operations or cash flows as a whole.

As available information changes, the matters for which Regions is able to estimate, as well as the estimates themselves, will be adjusted accordingly. Regions’ estimates are subject to significant judgment and uncertainties, and the matters underlying the estimates will change from time to time. In the event of unexpected future developments, it is possible that an adverse outcome in any such matter could be material to Regions’ business, consolidated financial position, results of operations, or cash flows as a whole for any particular reporting period of occurrence.

Some of Regions’ exposure with respect to loss contingencies may be offset by applicable insurance coverage. However, in determining the amounts of any accruals or estimates of possible loss contingencies, Regions does not take into account the availability of insurance coverage. To the extent that Regions has an insurance recovery, the proceeds are recorded in the period the recovery is received.

GUARANTEES

FANNIE MAE LOSS SHARE GUARANTEE

Regions sells commercial loans to Fannie Mae through the DUS lending program and through other platforms. The DUS program provides liquidity to the multi-family housing market. Regions services loans sold to Fannie Mae and is required to provide a loss share guarantee equal to one-third of the principal balance for the majority of the commercial servicing portfolio. At March 31, 2025 and December 31, 2024, the Company's DUS servicing portfolio totaled approximately $7.2 billion and $7.0 billion, respectively. Regions has additional loans sold to Fannie Mae outside of the DUS program that are also subject to a loss share guarantee and at March 31, 2025 and December 31, 2024, these serviced loans totaled approximately $760 million and $665 million, respectively. Regions' maximum quantifiable contingent liability related to all loans subject to a loss share guarantee was approximately $2.5 billion and $2.4 billion at March 31, 2025 and December 31, 2024, respectively. The Company would be liable for this amount only if all of the loans it services for Fannie Mae, for which the Company retains some risk of loss, were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. Therefore, the maximum quantifiable contingent liability is not representative of the actual loss the Company would be expected to incur. The estimated fair value of the associated loss share guarantee recorded as a liability on the Company's consolidated balance sheets was immaterial at both March 31, 2025 and December 31, 2024. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional information.

NOTE 13. RECENT ACCOUNTING PRONOUNCEMENTS

The following table provides a brief description of accounting standards adopted in 2025 and those that could have a material impact to Regions’ consolidated financial statements upon adoption in the future.

StandardDescriptionRequired Date of AdoptionEffect on Regions' financial statements or other significant matters
Standards Adopted (or partially adopted) in 2025
ASU 2023-05, Business Combinations— Joint Venture Formations (Subtopic 805-60)This Update requires certain joint ventures, upon formation, to use a new basis of accounting by applying most aspects of the acquisition method for business combinations. New joint ventures generally will recognize and initially measure assets and liabilities at fair value. The Update is effective for all joint ventures with a formation date on or after January 1, 2025. Early adoption is permitted.January 1, 2025Regions adopted this guidance as of January 1, 2025 with no material impact.
ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax DisclosuresThe ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures.January 1, 2025Regions adopted this guidance as of January 1, 2025 for disclosure to appear in the Annual Report on Form 10-K for the year ended December 31, 2025 with no material impact.
Standards Not Yet Adopted
ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification InitiativeThis Update incorporates into the Codification 14 of the 27 disclosures referred by the SEC in Release No. 33‐10532, Disclosure Update and Simplification. This Update clarifies and improves the disclosure and presentation requirements of a variety of Topics in the Codification to align with the SEC's regulations.The effective date for each amendment will be the date on which the SEC removes the related disclosure requirements from its regulations, with early adoption prohibited.The adoption of this guidance is not likely to have a material impact. Regions will continue to evaluate through date of adoption.
ASU 2024-03, Income Statement Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement ExpensesThis ASU will change the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (for example, employee compensation, depreciation, and amortization) in expense captions.January 1, 2027Regions will continue to evaluate through date of adoption.
ASU 2024-04 Debt with Conversion and Other Options (Subtopic 470-20) Induced Conversions of Convertible Debt InstrumentsThis ASU will standardize the application of induced conversion guidance in 470-20. This update focuses on how to determine whether a settlement of convertible debt at terms that differ from the original conversion terms should be accounted for under the induced conversion or extinguishment guidance.January 1, 2026The adoption of this guidance is not likely to have a material impact. Regions will continue to evaluate through date of adoption.

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